NorthWest Ups Offer and Launches Legal Action

16 June 2021

NorthWest Healthcare has returned to improve their offer for the Australian Unity Health Care Property Fund and has also commenced legal action against Australian Unity and Dexus to overturn their recent deal.

The latest offer from Northwest is $2.70 per wholesale unit, which is an increase of 15c from their previous offer of $2.55 per unit and a 10c premium above the $2.60 partial buy back offer proposed by Australian Unity. The new offer is also 20 cents above the upper end of the Independent Expert’s (appointed by Northwest) assessed underlying value range of AUHPT of $2.31 to $2.50 per Wholesale Unit.

Northwest have advised that the $2.70 offer price is now their best and final offer and will not be increased (that is unless there is a higher offer).

Unitholders will receive the expected 30 June Distribution assumed to be 2.5 cents, such that unitholders would receive a total of $2.725 per wholesale unit. In addition, unitholders will receive pro rata distributions for the period from 1 July 2021 to the Implementation Date.

In addition, NorthWest is offering a $400 million facility to acquire units at the offer price of $2.70 irrespective of whether NorthWest’s Proposal is successful.

On 11 June 2021, NorthWest commenced legal proceedings in the Supreme Court of New South Wales against AUFM, Australian Unity, AUSH and Dexus. NorthWest is seeking orders that the Supreme Court of New South Wales set aside (i.e. invalidate) each of the arrangements between Dexus and Australian Unity on the basis that they were not correctly entered into.

Northwest’s view is that the agreements were also detrimental to the value of investments in AUHPT.

Australian Unity has said that the board of AUFM will assess the revised proposal and determine whether it is in the interests of AUHPT unitholders. AUFM is seeking to have the Court order an adjournment of the unitholder meeting that NorthWest is proposing for the 1st July and for the Court to consider other matters including whether a resolution passed at the NorthWest convened meeting would be valid. At this stage, NorthWest is resisting the adjournment.

No doubt, there is more to come in this battle for control of the Trust.